EXHIBIT 10.11

                 SUPPLEMENTAL DEFERRED COMPENSATION PLAN OF
                    INTERNATIONAL MULTIFOODS CORPORATION

                      Adopted Effective April 1, 1997


                  SUPPLEMENTAL DEFERRED COMPENSATION PLAN OF
                     INTERNATIONAL MULTIFOODS CORPORATION


                                 SECTION 1.
                                DECLARATION

1.1     The Supplemental Deferred Compensation Plan of International 
Multifoods Corporation was established as of April 1, 1997, as a means 
of providing deferred compensation benefits to a select group of 
executives of International Multifoods Corporation and its consolidated 
subsidiaries whose pre-tax contributions are otherwise limited under the 
VISA Plan.  

1.2     This April 1, 1997 statement shall apply to Participants 
actively employed on or after that date.  

1.3     This Plan has been established and will be maintained as a non-
qualified form of executive deferred compensation, in accordance with 
Section 201(2), 301(a)(3) and 401(a)(1) of the Employee Retirement 
Income Security Act of 1974, as amended.  

                                 SECTION 2.
                                DEFINITIONS

2.1     The terms defined in this Section 2 shall, for all purposes of 
this Plan, have the meanings herein specified, unless the context 
expressly or by necessary implication otherwise requires:

2.1.1     "Account" means the account established for a Participant 
under this Plan to reflect his or her credits under this Plan.  The 
Account shall include a subaccount to reflect deferred compensation 
credits under Section 5.1, and a subaccount to reflect matching credits 
under Section 5.2.  Interest credits under Section 5.3 of this Plan 
shall be reflected in each such subaccount.  

2.1.2     "Affected Participant" means:

     (a)     any Participant who is an Employee on the Date of a Change 
in Control of the Company except any Participant who has delivered to 
the Company, prior to the Date of Change in Control of the Company, a 
signed letter stating that such Participant has elected not to receive 
the lump sum payment contemplated and provided for in Section 6.3 hereof 
in the event of a Change in Control of the Company; provided, however, 
that any such Participant shall have the right to withdraw such election 
by delivering a signed letter to that effect to the Company at any time 
prior to the Date of a Change in Control of the Company; and

(b)     any Participant who:  (i) on the Date of a Change in Control of 
the Company is a retired Employee, or a former Employee who at the time 
of termination of employment was vested in his or her Account, or the 
beneficiary of any such retired Employee or former vested Employee 
("Retired Employee"), and (ii) has delivered to the Company, prior to 
the Date of a Change in Control of the Company, a signed letter electing 
to receive, upon the occurrence of a Change in Control of the Company, 
in the form of a lump sum, the benefits payable to such Participant as 
of the Date of a Change in Control of the Company; provided, however, 
that any such Participant shall have the right to withdraw such election 
by delivering a signed letter to that effect to the Company, at any time 
prior to the Date of a Change in Control of the Company.

2.1.3     "Change in Control of the Company" means any one of the 
following:

(a)     the acquisition by any individual, entity or group (within the 
meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange Act 
of 1934, as amended (the "Exchange Act")) (a "Person") of beneficial 
ownership (within the meaning of Rule 13d-3 promulgated under the 
Exchange Act) of 20% or more of either (i) the then outstanding shares 
of common stock of the Company (the "Outstanding Common Stock") or (ii) 
the combined voting power of the then outstanding voting securities of 
the Company entitled to vote generally in the election of directors (the 
"Outstanding Voting Securities"); provided, however, that for purposes 
of this subsection (a), the following acquisitions shall not constitute 
a Change of Control of the Company:  (i) any acquisition directly from 
the Company, (ii) any acquisition by the Company, (iii) any acquisition 
by any employee benefit plan (or related trust) sponsored or maintained 
by the Company or any corporation controlled by the Company or (iv) any 
acquisition by any corporation pursuant to a transaction which complies 
with clauses (i), (ii) and (iii) of subsection (c) of this Section 
2.1.3; or

(b)     individuals who, as of the date hereof, constitute the Board of 
Directors of the Company (the "Incumbent Board") cease for any reason to 
constitute at least a majority of the Board of Directors of the Company; 
provided, however, that any individual becoming a director subsequent to 
the date hereof whose election, or nomination for election by the 
Company's shareholders, was approved by a vote of at least a majority of 
the directors then comprising the Incumbent Board shall be considered as 
though such individual were a member of the Incumbent Board, but 
excluding, for this purpose, any such individual whose initial 
assumption of office occurs as a result of an actual or threatened 
election contest with respect to the election or removal of directors or 
other actual or threatened solicitation of proxies or consents by or on 
behalf of a Person other than the Board of Directors of the Company; or

(c)     consummation of a reorganization, merger or consolidation or 
sale or other disposition of all or substantially all of the assets of 
the Company (a "Business Combination"), in each case, unless, following 
such Business Combination, (i) all or substantially all of the 
individuals and entities who were the beneficial owners, respectively, 
of the Outstanding Common Stock and Outstanding Voting Securities 
immediately prior to such Business Combination beneficially own, 
directly or indirectly, more than 60% of, respectively, the then 
outstanding shares of common stock and the combined voting power of the 
then outstanding voting securities entitled to vote generally in the 
election of directors, as the case may be, of the corporation resulting 
from such Business Combination (including, without limitation, a 
corporation which as a result of such transaction owns the Company or 
all or substantially all of the Company's assets either directly or 
through one or more subsidiaries) in substantially the same proportions 
as their ownership, immediately prior to such Business Combination of 
the Outstanding Common Stock and Outstanding Voting Securities, as the 
case may be, (ii) no Person (excluding any employee benefit plan (or 
related trust) of the Company or such corporation resulting from such 
Business Combination) beneficially owns, directly or indirectly, 20% or 
more of, respectively, the then outstanding shares of common stock of 
the corporation resulting from such Business Combination or the combined 
voting power of the then outstanding voting securities of such 
corporation except to the extent that such ownership existed prior to 
the Business Combination and (iii) at least a majority of the members of 
the board of directors of the corporation resulting from such Business 
Combination were members of the Incumbent Board at the time of the 
execution of the initial agreement, or of the action of the Board of 
Directors of the Company, providing for such Business Combination; or

(d)     approval by the shareholders of the Company of a complete 
liquidation or dissolution of the Company.  

2.1.4     "Code" means the Internal Revenue Code of 1986, as amended 
from time to time.  

2.1.5     "Committee" means the Compensation Committee of the Board of 
Directors of International Multifoods Corporation, or its successor 
group.  

2.1.6     "Company" or "Multifoods" means International Multifoods 
Corporation, a Delaware corporation, and its successors and assigns.  

2.1.7     "Effective Date" means January 1, 1997.  

2.1.8     "Employee" means any person including any officer, employed on 
a regular, full-time, salaried basis by the Employer.  

2.1.9      "Employer" means the Company or any of its subsidiaries.  

2.1.10     "Excess Covered Pay" means the Participant's "Covered Pay" 
(as defined in the VISA Plan) in excess of the limit imposed under Code 
section 401(a)(17), plus the amounts deferred at the election of the 
Participant under any nonqualified deferred compensation plan or 
arrangement approved by the Committee, and amounts waived by the 
Participant under any waiver arrangement approved by the Committee, to 
the extent that such amount are not included in Covered Pay under the 
VISA Plan.  

2.1.11     "Participant" means an Employee who has been designated by 
the Board of Directors of Multifoods, or the Committee, to participate 
in this Plan in accordance with the provision of Section 4 of this Plan.

2.1.12     "Plan" means this Supplemental Deferred Compensation Plan of 
International Multifoods Corporation, as originally adopted or, if 
amended or supplemented or restated, as so amended or supplemented or 
restated.

2.1.13     "Vesting Service" shall have the respective meaning specified 
in the VISA Plan, subject to modification under Section 3 of this Plan.

2.1.14     "VISA Plan" means the Employees' Voluntary Investment and 
Savings Plan of International Multifoods Corporation, as originally 
adopted or, if amended or supplemented or restated, as so amended or 
supplemented or restated.



                               SECTION 3.
                            VESTING SERVICE

3.1     Vesting Service shall be used to determine vesting under Section 
4.2 of this Plan.  

3.2     At the discretion of the Committee, an Employee's period of 
service, or any part thereof, with a company, of which the assets or 
stock have been acquired by the Employer, may be included as Vesting 
Service.  

3.4     Vesting Service shall include a leave of absence, but for 
purposes of this Plan, such period shall not exceed one (1) year, unless 
otherwise determined by the Committee.  

                              SECTION 4.
                        ELIGIBILITY AND VESTING

4.1     ELIGIBILITY

4.1.1     Any executive of the Employer shall be eligible for 
consideration as a Participant in this Plan.  

4.1.2     It shall be the prerogative of the Board of Directors of 
Multifoods, or the Committee, to designate an Employee as a Participant 
under this Plan.  The Board of Directors of Multifoods, or the 
Committee, in designating Participants shall give full consideration to 
recommendations submitted by the Chairman of the Board of Directors of 
Multifoods.  

4.1.3     An Employee designated as a Participant under this Plan will 
commence participation as of the January 1 next following such 
designation (or, if later, as of the date the Employee first becomes 
eligible to participate in the VISA Plan).  Notwithstanding the above, 
an Employee designated as a Participant prior to April 1, 1997, will 
commence participation as of April 1, 1997.  

4.1.4     An Employee designated as a Participant under this Plan will 
continue as a Participant under this Plan until death, termination of 
employment, or until removed from participation by the Board of 
Directors of Multifoods, or by the Committee.  

4.2     VESTING

4.2.1     A Participant shall be fully vested at all times in that 
subaccount within his or her Account that reflects deferred compensation 
credits under Section 5.1 and interest credits thereon under Section 
5.3.  

4.2.2     A Participant shall be fully vested in that subaccount within 
his or her Account that reflects matching credits under Section 5.2 and 
interest credits thereon under Section 5.3 at the earliest to occur of 
the following events:

(a)     the date that the Participant completes five (5) years of 
Vesting Service;

(b)     the date that the Participant terminates employment provided 
such termination is a result of death or Disability (as defined in the 
VISA Plan).  

(c)     the date that the Participant attains age sixty-five (65) 
provided the Participant is employed with the Employer on that date; or

(d)     the Date of a Change in Control.  

Prior to the occurrence of one of the above events, the vested interest 
of a Participant in such subaccount shall be determined under the 
following table based upon his or her Vesting Service:

             Years of Vesting Service         Vested Interest

                 Less than 1 Year                     0%
              1 but less than 2 Years                20%
              2 but less than 3 Years                40%
              3 but less than 4 Years                60%
              4 but less than 5 Years                80%
                 5 Years or more                    100%


                               SECTION 5.
                      ACCOUNT CREDITS AND CHARGES

5.1     DEFERRED COMPENSATION CREDITS

5.1.1     A Participant may elect either or both of the following:

(a)     A Participant may elect that, if his or her "Member 
Contributions" under the VISA Plan for a calendar year are limited under 
Code section 402(g), such additional amounts as would have been 
contributed as Member Contributions under the VISA Plan if the limit 
imposed under Code section 402(g) did not apply (based upon the actual 
deferral elections made by the Participant under the VISA Plan) shall 
instead be deferred under this Plan.  

(b)     A Participant may elect to defer a percentage of his or her 
Excess Covered Pay under this Plan.  The amount of the deferral may 
equal any whole percentage, but not less than 2% or more than 10% of his 
or her Excess Covered Pay.  

     The Account of each Participant shall be credited as of the last 
day of each calendar quarter during the year with the amount deferred by 
the Participant for such calendar quarter.  

     A Participant who wishes to defer amounts hereunder for a calendar 
year must execute a salary reduction agreement and file the same with 
Multifoods prior to the first day of the calendar year (or, in the case 
of an employee who commences participation during the calendar year, 
prior to date on which he or she commences participation).  Such salary 
reduction agreement shall be irrevocable for the calendar year.  An 
election made by a Participant for a calendar year shall continue in 
effect for the next and subsequent calendar years until revoked or 
modified by the Participant prior to the first day of a calendar year.

5.2     MATCHING CREDITS

     The Account of each Participant shall be credited as of the last 
day of each calendar quarter during the year with a matching credit 
equal to the additional amount (if any) that would have been contributed 
as an "Employer Contribution" under the VISA Plan if the deferred 
compensation credits under this Plan for such calendar quarter had been 
made as "Member Contributions" under the VISA Plan.  The total of the 
matching credits under this Plan for any calendar year shall not exceed 
three and one-half percent (3.5%) of the sum of the Participant's 
Covered Pay under the VISA Plan and Excess Covered Pay under this Plan 
for the calendar year, minus fifty percent (50%) of the dollar limit in 
effect under Code section 402(g) for such calendar year, and matching 
credits under this Plan shall be limited accordingly.

5.3     INTEREST CREDITS

     The Account of each Participant (and each subaccount thereunder) 
shall be credited as of the last day of each calendar quarter during the 
year with interest at a rate equal to one quarter of the annual rate 
reported for such date (or the next preceding business day) in the 
Federal Reserve Statistical Release as the yield on U.S. Treasury bills 
with a constant maturity of 10 years.  Such interest shall be credited 
based on the balance of the Account (or subaccount) as of the first day 
of the calendar quarter, reduced by any withdrawals or distributions 
made from the Account (or subaccount) during the calendar quarter (but 
not increased for deferred compensation or matching credits made for the 
calendar quarter).

5.4     DISTRIBUTION/WITHDRAWAL CHARGE

     The Account of each Participant shall be charged with any 
distribution or withdrawal as of the date of the distribution or 
withdrawal.

                              SECTION 6.
                               BENEFITS

6.1     BENEFIT PAYABLE TO PARTICIPANT

6.1.1     The vested balance of a Participant's Account shall be paid 
(or start to be paid) to the Participant as soon as administratively 
practicable following the termination of employment of the Participant.  

6.1.2     The vested balance of a Participant's Account shall be paid in 
either of the following forms as elected by the Participant:

(a)     A single lump-sum payment.

(b)     A series of substantially equal annual installments over a 
period not exceeding the lesser of 10 years or the life expectancy of 
the Participant.

The election of an alternative payment form must be made 
contemporaneously with the first salary reduction agreement entered into 
by the Participant for this Plan.

6.1.3     Notwithstanding any provisions to the contrary contained in 
this Plan, if the vested balance of the Participant's Account is $10,000 
or less as of his or her termination of employment, such vested balance 
shall be paid in the form of a single lump-sum payment as soon as 
administratively practicable following termination of employment.

6.2     BENEFIT PAYABLE UPON DEATH

     If a Participant dies before full payment of the vested balance of 
his or her Account under this Plan, the remaining balance shall be paid 
to his or her beneficiary as soon as administratively practicable after 
the Participant's death.   Such balance shall be paid in a single lump-
sum payment.

     A Participant's "beneficiary" for this purpose means any person 
(including a trust) designated in writing by the Participant to receive 
the death benefit payable under this Plan.  If no such designation is 
made by the Participant, or if such designation fails, in whole or in 
part, by reason of the prior death of such person or for any other 
cause, then the Participant's "beneficiary" shall mean the surviving 
spouse of the Participant, if one shall then survive; or , if not, then 
the surviving issue of the Participant per stirpes and not per capita; 
or, if no issue survive the Participant, then the executor, 
administrator or personal representative of the estate of the deceased 
Participant.

6.3     HARDSHIP WITHDRAWALS

     If a Participant demonstrates to the satisfaction of the Committee 
that he or she is facing a financial hardship (as defined below), he or 
she may withdraw in a single lump-sum all or any portion of the 
subaccount within his or her Account that reflects deferred compensation 
credits under Section 5.1 and interest credits thereon under Sec. 5.3.  
A hardship withdrawal also shall be available to a Participant with 
respect to the subaccount within his or her Account that reflects 
matching credits under Section 5.2 and interest credits thereon under 
Section 5.3 provided that the Participant is fully (100%) vested in such 
subaccount under Section 4.2.1.

     A "financial hardship" for this purpose means a need that is 
determined by the Committee to be an immediate and heavy financial need 
that arises from an unforseen emergency affecting the Participant and 
that cannot be satisfied through other resources that are reasonably 
available to the Participant.

6.4     CHANGE IN CONTROL OF THE COMPANY

     Notwithstanding any provisions to the contrary contained in this 
Plan, upon the occurrence of a Change in Control of the Company, the 
fact and the date ("Date") of which is to be determined finally and 
conclusively by the Chief Executive Officer of the Company or by the 
Vice-President - Finance and Chief Financial Officer of the Company, to 
be evidenced by a letter signed by such officer, addressed and delivered 
to the Committee, the Company shall pay, or cause to be paid, to each 
Affected Participant under this Plan in lieu of any benefits (excluding 
benefits paid to any Affected Participant prior to the Date of a Change 
in Control of the Company) payable pursuant to Sections 6.1 through 6.3 
hereof, automatically and simultaneously, without any further action, 
determination or notice of any kind, and whether or not such Affected 
Participant is vested under the provisions of Section 4.2.1 hereof, a 
lump sum in an amount equal to the balance (or the remaining balance) of 
his or her Account under this Plan.

     If a Change in Control of the Company occurs and both the Chief 
Executive Officer of the Company and the Vice President-Finance and 
Chief Financial Officer of the Company fail, for any reason whatsoever, 
to sign, address and deliver to the Committee the letter described above 
in this Section 6.4, such failure shall not affect in any manner the 
obligation of the Company or the full right, title and interest of each 
Affected Participant under this Plan to receive from the Company the 
full amount of the lump sum payment determined and calculated in 
accordance with the forgoing provisions of this Section 6.4, subject to 
adjustment pursuant to the provisions of Section 6.5 hereof; and the 
entitlement of each Affected Participant to receive such sum from the 
Company shall be valid and enforceable by each Affected Participant in 
any state or federal court having jurisdiction thereof.

6.5     PARACHUTE PAYMENTS

     In the event it shall be determined that any payment by the Company 
to or for the benefit of the Participant hereunder determined without 
regard to any additional payments required under this Section 6.5 (a 
"Payment") would be subject to the excise tax imposed by Code section 
4999 or any interest or penalties are incurred by the Affected 
Participant with respect to such excise tax (such excise tax, together 
with any such interest and penalties, are hereinafter collectively 
referred to as the "Excise Tax"), then the Affected Participant shall be 
entitled to receive an additional payment (a "Gross-Up Payment") in an 
amount such that after payment by the Affected Participant of all taxes 
(including any interest or penalties imposed with respect to such 
taxes), including, without limitation, any income taxes (and any 
interest and penalties imposed with respect thereto) and Excise Tax 
imposed upon the Gross-Up Payment, the Affected Participant retains an 
amount of the Gross-Up Payment equal to the Excise Tax imposed upon the 
Payment.

     For purposes of these calculations, all applicable amounts shall be 
determined by the Company's independent auditors.

                               SECTION 7.
                          LIABILITY OF COMPANY

7.1     The benefits of this Plan shall be paid by Multifoods or any of 
its consolidated subsidiaries or by a trust established by the Company 
for this purpose.  The amounts of all benefits with respect to which any 
and all Participants under the Plan are vested pursuant to the terms and 
provisions of the Plan, shall be provided for in such manner and form as 
shall be approved, from time to time, by the Board of Directors or the 
Committee, to assure that funds will be available to pay all such 
amounts when due, to vested Participants under the Plan.

7.2     A Participant who is vested in a benefit under this Plan shall 
be an unsecured general creditor of the Company as to the payment of any 
benefit under the Plan.

                               SECTION 8.
                            ADMINISTRATION

8.1     Except for the functions reserved to the Company, the Board of 
Directors of the Company, the Chairman of the Board of Directors of the 
Company or a trustee, if any, appointed by the Company, the 
administration of the Plan shall be the responsibility of the Committee.

8.2     The Committee shall have the power and the duty to take all 
actions necessary and proper to carry out the provisions of this Plan.  
The determinations of the Committee shall be final and binding, unless 
the Board of Directors of Multifoods modifies or reverses the 
determination made by the Committee.

8.3     In administering the Plan, the Committee shall:

(a)     designate Participants and furnish them, upon request, with 
copies of the Plan;

(b)     instruct the Company (or trustee, if any) as to payments to be 
made under this Plan;

(c)     make and enforce such rules and regulations as it shall deem 
proper from time to time for the administration of this Plan;

(d)     interpret the Plan (in its discretion) to resolve ambiguities, 
inconsistencies and omissions, which interpretations shall be final and 
binding unless the Board of Directors of Multifoods modifies or reverses 
the interpretation made by the Committee;

(e)     determine the amount of credits in accordance with Section 5 of 
this Plan and the amount of benefits payable in accordance with Section 
6 of this Plan; and

(f)     take whatever action is necessary in fulfilling the purposes and 
intent of this Plan.

8.4     The Committee may appoint a person or persons to act in the day-
to-day administration of the Plan, which person or persons may or may 
not be a Participant or a member of the Committee.

8.5     Except in circumstances involving bad faith, no member of the 
Committee, the Board of Directors of the Company or the Chairman of the 
Board of Directors of the Company, or any person assisting in the Plan 
administration, shall be liable, in respect to this Plan, for any act 
whether of commission or omission taken by any other member of the 
Committee, officer, agent or employee of the Company or any of its 
consolidated subsidiaries, or for anything done or omitted to be done by 
any member of the Committee, officer, agent or employee of the Company.  
Any person claiming under this Plan shall look solely to the Company for 
redress.

                               SECTION 9.
                        AMENDMENT AND TERMINATION

9.l     The Board of Directors of the Company shall have the power to 
suspend or terminate this Plan in whole or in part at any time, and from 
time to time to extend, modify, amend or revise this Plan in such 
respects as the Board of Directors of Multifoods by resolution may deem 
advisable; provided that no such extension, modification, amendment or 
revision shall deprive a Participant or any beneficiary designated by a 
Participant, of the vested portion of any Account under this Plan 
determined as of the date of such action.  Notwithstanding the 
foregoing, any amendment of Section 5.3 regarding the rate used for 
interest credits may apply to all interest credits after the date the 
amendment is adopted, including credits with respect to existing Account 
balances.  The fact that a director is, has been, or will be a 
Participant in this Plan shall not disqualify such Participant from 
voting as a director for or against an extension, discontinuance, 
modification, amendment or revision of this Plan or any part thereof.

9.2     The Company intends to continue this Plan indefinitely, but 
nevertheless assumes no contractual obligation, other than as 
specifically provided herein, beyond the guarantee of the vested 
portions of any benefits payable under this Plan.
9.3     If this Plan is terminated by the Board of Directors of 
Multifoods under and pursuant to the provisions of this Section 9, the 
vested balance of the Participant's Account determined as of the date of 
termination. shall be paid  in the form of a single lump-sum payment as 
soon as administratively practicable following the termination of the 
Plan.  Payment of a lump-sum shall be in full satisfaction of all 
benefits otherwise payable under this Plan.

                               SECTION 10.
                              MISCELLANEOUS

10.l     This Plan is not a contract between the Employer and any 
Participant or beneficiary, and nothing herein shall affect the right of 
the Employer to discharge an Employee.

10.2     Except to the extent required by law, no benefit hereunder 
shall be subject to anticipation, alienation, garnishment, sale, pledge, 
transfer, encumbrance, judgment or damage.  Any attempt at such may 
cause the Committee to cancel the benefit, or pay it otherwise for the 
use of the Participant or beneficiary.

10.3     If the Committee determines that a person entitled to benefits 
hereunder is incompetent, it may cause benefits to be paid to another 
person for the use of the Participant or beneficiary, in total discharge 
of the Plan's obligations.

10.4     The provisions of the Plan shall be construed and governed 
under the laws of the State of Minnesota, unless and except as preempted 
by federal law; provided, however, that the provisions of any trust 
agreement relating to a trust established for the purpose of 
accumulating assets to assist the Company in fulfilling the obligations 
of the Company under this Plan shall be construed and under the laws of 
the jurisdiction stated in such trust agreement.

10.5     In determining entitlement to benefits and in calculating the 
amount of any credits to Participants and benefits payable to 
Participants under this Plan which are based or predicated upon the VISA 
Plan, the terms and conditions (including, without limitations, any 
provisions governing vesting and any provisions governing payment 
options available to Participants) of the VISA Plan shall govern and 
control, except as specifically provided otherwise in this Plan.